Despite the witty, sarcastic humor of the writing, digging beneath the surface of Portal will reveal a world of deranged insanity. Trust us, Aperture Laboratories isn't all sunshine and daisies.

Portal 1

Portal isn't that much of a creepy game. It almost completely takes place in a series of brightly lit rooms, which are all white and very clean. There are even opaque windows to observation rooms, but you soon realize that the entire facility seems to be completely deserted, except for you and a slightly malfunctioning AI. Of course, things get worse. Later on, you can climb into the machinery behind the movable walls.

To wit, despite spawning a very popular meme, the areas behind the platforms when you go off the rails and see the scribblings of former employee Doug Rattmann become unnerving, this guy has clearly slipped into insanity, and he even knows that at the end, you'll just be met with an agonizing death by burning, and to top it all off, you can see exits just out of reach, and nightmarish music plays in the background.

The first time you encounter turrets is the first time you can duck out of the testing chamber into the maintenance areas and see scrawled gibberish on the walls, along with scattered food cans, which some creepy ambient music is played. This is the point, as you hear turrets trying to kill you ask plaintively "ARe yOU StiLL tHEre?", that you know that everything has gone catastrophicallywrong and you cannot escape from it.

Admittedly, the turrets can easily be knocked over, and can be turned against each other, but if you dodge around them, they can ask "Are you still there?" in a high-pitched Creepy Monotone.

By the way, the developer commentary states that the turrets were intended to lull you into a false sense of security.

Try using a turret as body armor against the other turrets. It SCREAMS.

Pfft, that's it? Every single phrase in the game is Creepy Monotone, you don't know where or who you are, and your only help is GLaDOS, the bipolar, cake-obsessed Master Computer who alternately tries to help you and tries to get you killed (and at one point claims that "killing you and giving you good advice aren't mutually exclusive"). Ironically, this is part of the appeal.

Try carrying a turret through a technology emancipation field: there's one just before each lift at the end of a level. They scream.

What's REALLY freaky was the last three levels of the game. The dim, occasionally flashy lighting, the occasional turrets, the writing on the walls... All fit very well with the games 'hilariously creepy' style.

You know those emancipation grills you pass through after every portal? According to GLaDOS, they might emancipate your teeth. While you might think this is just her screwing with you, that theory flies out the window when the announcer mentions how the emancipation grills also might emancipate your inner ear.

The so-called "LSD rooms." LSD equals insanity.

Knowing this, the folks at Valve gave you far more time with malfunctioning turrets in Portal 2. Apparently the Aperture Science turret manufacturing line is extremely buggy, spitting out alternating good and faulty models. The solution was not to fix the line, it was to set up an automated QA/QC scanner that pitches the defective ones straight into a crusher. The turret AIs are online before testing and selection, resulting in a series of protests and death screams from ones that are being discarded. (Color-Coded for Your Convenience too, as the good turrets are eggshell-white with kiddy voices while the defective ones are coal-black due to lacking their casing, with voices reminiscent of Steve Buscemi.) Solution to stopping the flow of good turrets? Confuse the scanner, so it starts pitching the good models into the crusher and keeping the blind/lame/weaponless defective models. Good work, now you've got one line of turrets screaming in childlike voices as they fall into a giant metal shredder, and another line heading out the door with parting words like "So, we're all supposed to be blind, then? Not just me? OK..." and "So, uh, I got no bullets. Will there be bullets where I'm going?"

The ending theme, "Still Alive", manages to be both cutesy and very disturbing. Someone made a video. Lyrics here. "We do what we must - because we can. For the good of all of us. Except the ones who are dead..." Yeah...

The cheerful description of "doing science for the people who are still alive" ("[making] a neat gun" for them) is bad enough, but the bit that really creeps me out is the line near the end where it becomes "[doing science] on the people who are still alive".

The update for Portal. Nothing but cryptic messages and content added into the game, including incredibly creepy sounding noises in the data files (which are bad enough until you notice "GET ME OUT OF HERE!") which, when converted into images show some very ominous scenes...

A humorous and mildly creepy Black Comedy suddenly becomes mindbendingly creepy when it's revealed to be happening in the same continuity as Half-Life. This game becomes much more uncomfortable to laugh at when you realize that, in the context of its universe, it's dead fucking serious — as amusing as GLaDOS is, imagine meeting her or someone like her in real life. Not quite so funny now, is it?

The glowing red fade-offs behind things such as fans, vents, pipes, and shafts. The sharp contrast of glowy red against dead, dark colors gives a feeling of being in the belly of the beast (which, you kind of are). The glowing red especially makes you feel like, even though you escaped the incinerator, it's still somewhere just around the corner. And maybe others have died there before you. Try looking at the first set of glowing red vents just past the incinerator and thinking about that.

"Thank you for assuming the party escort submission position..." The idea of thinking it's all over then being dragged back in....

"Your entire life has been a mathematical error. A mathematical error I'm about to correct."

"You're curious about what happens after you die, right? Guess what? I know."

Made downright chilling after playing Portal 2 when you realize her mind was forcefully put into the GLaDOS... OS at the orders of her dying, poisioned, increasingly mentally-unstable boss. Voiced byJ.K. Simmons.

GLaDOS is a supercomputer, one of the fastest and smartest minds around, who gained self-awareness milliseconds after coming online. With that realization, this particular dying statement of hers became absolutely terrifying.

"Are you trying to escape?" *high pitched laughing sound* Things have changed since the last time you left the building. What's going on out there will make you 'wish you were back in here. I have an infinite capacity for knowledge, and even I'm not sure what's going on outside. All I know is I'm the only thing standing between us, and them. Well, I was.

Especially creepy when you remember this is the Half-Life universe directly after the resonance cascade. The scary part is, you really are better off in there, where the aliens and inter-dimensional baddies can't get you.

The beginning of the boss fight with GLaDOS. She drops a spherical object from her body, claims ignorance on what it does, and you drop it in the incinerator. What happens afterward is really disturbing: Her voice becomes garbled, then you hear what sounds like quiet laughter. Then she speaks again, only now her voice, which had been previously very computerized and robotic, has become much more human-like and evilly seductive. And then she informs you of a rather interesting fact:

GLaDOS: Good news: I figured out what that thing you just incinerated did. It was a morality core they installed after I flooded the Enrichment Center with a deadly neurotoxin to make me stop flooding the Enrichment Center with a deadly neurotoxin. So get comfortable while I warm up the neurotoxin emitters...

Her whole boss fight could be said to be pretty creepy. The shrieking of the cores/GLaDOS as you throw bits of her into the incinerator, her beginning to malfunction, the fact that, as you slowly rip pieces off of her she gets more and more vicious and starts trying to convince you to just roll over and die. Any of her quotes!

[on neurotoxins] When I said "deadly neurotoxins", the deadly was in massive sarcasm quotes. I could take a bath in this stuff. Put in on cereal, rub it right into my eyes. Honestly, it's not deadly at all. To me.

I let you survive this long, because I was curious about your behaviour. Well, you've managed to destroy that part of me.

This isn't brave. It's murder.

Her emphasis on how you're murdering her. Oh, and then if you go over the time limit, the way that Chell just drops like a lead weight.

Oh yeah, and also, having to destroy the Curiosity Core.

Curiosity Core: Where are we going? EWW, what's wrong with your legs? What's that thing? Ooh, that thing has numbers on it! Hey! You're the lady from the test! Hi! Are you coming back? Do you smell something burning?

Blood-curdling shriek as the core is destroyed.

"I'd just like to point out that you were given every opportunity to succeed. There was even going to be a party for you. A big party that all your friends were invited to. I invited your best friend the Companion Cube. Of course, he couldn't come because you murdered him. All your other friends couldn't come either because you don't have any other friends. Because of how unlikable you are. It says so here in your personnel file: Unlikable. Liked by no one. A bitter, unlikable loner whose passing shall not be mourned. Shall not be mourned. " As silly as some of her lines are when she's trying to psyche you out, things like that can really strike a chord. Which is exactly what she wanted.

"I haAAAte yOOUuuuu..."

The first dialogue directly after incinerating the Morality Core. In under 10 seconds you get Mood Whiplash like you wouldn't believe once you realize you fell for the Shmuck Bait:

"You are kidding me. Did you just throw that Aperture Science thing we-don't-know-what-it-does into an Aperture Science Emergency Intelligence Incinerator? That has got to be the dumbest thing I whoa- whoa- whoa..."

And then she laughs- a tiny, high-pitched, SCARY laugh that fades with a sort of rattle. And it gets WORSE:

"Good news. I figured out what that thing you just incinerated did."

GLaDOS apparently has a backup file of you that should you die she can resurrect you from, in the final battle she deletes it. Who's to say the Rattmann isn't just one of your earlier tries? And all those times you were crushed or fell into acid? Those actually happened, you just don't remember it.

This idea is actually played with near the end of the fan-made mappack of Portal: The Flash Version. Just before the final boss fight in that game, there's some kind of lab with multiple clones of Chell suspended in tubes of liquid, and wearing respirators.

You remember the personality cores? Morality, Curiosity, Cake, and Anger? The ones that you THREW IN THE INCINERATOR. Think about it. Really, think about that, and the fact that Wheatley, too, is a personality core, and an AI. and so is GLaDOS. Who is made from Caroline. it's already fanon that personality cores are made from humans, and you just threw 4 of them in the Incinerator.

Portal 1 had several lines of dialogue in the regular test-chambers that become scary as hell when you replay the game. The first great example is during her explanation of the Aperture Science Material Emancipation Grid, "which may, in semi-rare cases, emancipate dental fillings, crowns, tooth enamel and teeth." Semi-rare cases. As in it's not unlikely that it'll happen to you! And just how many of those do you pass through through out the game? Enough to be pretty sure your teeth are gone by the end of the game.

"Cake, and grief-counseling, will be available at the conclusion of the test."

"The Enrichment Center is required to inform you that in the end, you will be baked [garbled] cake." This is what the subtitles say, which would make this line more scary. The voice-file just outright spoils it by saying "In the end you will be baked, and then there will be cake."

An early version featured some hidden dialogue in Testchamber 05. Disabling one of the cameras and throwing it through the door to the small room with a glass-ceiling would cause GLaDOS to say: "You're not a good person. You know that, right?." In her psychotic late-game murderous-computer-voice. This has later been fixed, but hearing the voice who helps you say that during your first play-through was really unnerving!

"To ensure the safe performance of all authorized activities, do not destroy Testing Apparatus." The apparatus isn't really that important, since it's just a few surveillance cameras that nobody's looking at, but the first time you play the game, it makes you wonder if you really ought to destroy them or leave them in place.

"When the testing is over, you will be... missed."

In one of the last testchambers, GLaDOS' dialogue (or lack there off) when you reach the exit: [computerized, monotone voice] "Weeeeeeeeeeeeeee-". If this doesn't just hint that something's horribly wrong, what does?

The lights flickering like they're about to go out when that happens doesn't help at all.

"[Worried voice]What are you doing? Stop. I... I... I... [Voice changes to a much more monotone, computer-like voice]Weeeeee are pleased that you made it through this final challenge, where we pretended we were going to murder you."

It is somehow possible to make objects disappear entirely and cause the game to go all buggy on you. It's not sure how the bug was caused, aside from while emancipating everything that isn't nailed to black tiles in Testchamber 16. The result, everything started to bounce and go through solid walls. Which chamber was next? Oh, right... The Companion Cube Room. Imagine the horror of receiving a "faithful Companion Cube" that bounces and can pass through walls that you cannot. It pretty much leaves you stranded alone, and since the cube wasn't destroyed, it just passed through the walls, GLaDOS refuses to provide you with another!

This glitch has proven to be trigger-able in any room. Just throw stuff through portals enough times and they will start spontaneously vanishing, and start bouncing and moving through walls. If something like that can happen with Cubes, Turrets and Cameras, it wouldn't be unthinkable that it might even happen to a human being!

Strangely enough Companion Cubes can be heard screaming in the incinerator, The achievement for this act is called fratricide which is the act of murdering your brother which is suspicious given the manly scream while GLaDOS denies any sound being heard and insisting on the cubes destruction.

Portal 2

The preview videos for Portal 2 look funny and cool, especially repulsion gel and propulsion gel. Wowee, can't wait to try those out! What does that tiny tiny text on the screen say? These were originally developed as diet pudding foodstuffs. And they didn't work because they stuck to the stomach lining, causing food to oh my god stop stop imagination NO

What makes it worse is this wasn't an unintended side-effect of the products, that was how they were designed to function, in order to prevent the stomach from having time to take calories from the food. The fact that apparently no-one at Aperture thought about what effect this might have on the human body reflects how utterly crazy the place was.

The entire testing section of the complex can be reshaped at any time, as demonstrated here, at the will of a deranged AI. While you're inside it.

The entire first chapter has an oppressive, ominous feel to it. All those familiar old test chambers been made much more eerie thanks to the ravages of time, there's the implication that, out of 10,000 test subjects at Aperture Science, you're the only one left alive, and of course, there's the other implication that an entire apocalypse has happened on the outside world. However, nothing seems quite as creepy as the moment where you meet GlaDOS again. Yeah, that scene seems harmless enough from what we saw in the trailers, right? We're all familiar with the humorous bit with Wheatley trying to hack the password, that ever-quotable "You Monster!" line, etc. Well, those trailers left a few little details out of that scene: the ominous music that plays as you re-enter the chamber, GLaDOS using a giant claw from the ceiling to pick you up and casually crush Wheatley, slowly lowering you towards that all-too-familiar incinerator... (okay, it doesn't work anymore, but you don't know that until she drops you in)

...And immediately after that, you're shoved right back into testing under GlaDOS again. This time, it's alot more awkward. She may not be showing it, as much as she could at least as a computer, but you can tell: She is mad. Mad at you killing her, and she has every intention of making you suffer for it. If Wheatley hadn't returned, Chell likely would've been trapped indefinitely by GlaDOS, forced to do test after agonizing test again... and again... and again...

In Chapter 3, Testchamber 17 you can discover a hidden chamber: "Fear the turret for it is knell, that summons to heaven or to hell." There's a picture of Chell sleeping there, but she looks dead.

What makes that a million times creepier? Once you leave the hidden chamber, the opening closes, and so does the door to the office looking over your test chamber. He was watching you. The crazed psychotic mad man stalking you all this time, painting you as you sleep was just inches away from you and you never even knew.

Especially because, according to the Lab Rat comic, it seems as if Doug Rattmann had died between the two games...

However, with some careful shooting, when you get the Hard Light Bridge to lead you to the observation room, you can get a portal into the hallway. Go in and there is no one there. No one. There's a door that leads to the Rattman den and you can't get it to open from either side. And when you're in the den, you can still hear him, as mentioned below...

Another thing that adds to the creepy factor: get close to the picture. Really close. You hear muffled voices, babbling in a clearly insane way. And you're the only one down here.

Which is more terrifying: the thought of an insane stalker who secretly watches your every move, or an insane stalker's ghost secretly watching your every move? You be the judge.

Not only do the panel and any portals in the den close, the ENTIRE TEST SEEMS TO START OVER! Rattmannn seems to be either a poltergeist, or a panel master. You decide.

Most of the songs in Portal 2 Soundtrack [Songs to Test By] are fairly great, both in action and ambiance but "Overgrowth" in particular stands out for being very low and eerie and just produces a sense of dark dread. The rest of the early chamber tracks sound relatively upbeat in comparison.

Portal 2 repeatedly uses the sound that the Manhacks made. Play one, then the other, and you will be on edge constantly.

One notable incident is when Wheatley is recounting the story of the crazed caretaker. Yeah, it's a pretty bad ghost story told by an idiot of a man dismembering identical robots, but hearing the words "chopped up his entire staff" while also listening to the unmistakable sounds of Manhacks gives the whole thing an edge. Sorry.

Though listening to it, it could also be the sound when a turret (both Aperture and Combine) spot a target just before they start firing. Doesn't make it any less scary.

The ghost story gets worse when you consider the man might be a forgotten reference to Cave Johnson, especially with fanon that every A.I. in the place, not just GLaDOS, was once human.

And how about the fact that, right before Wheatley tells the story, if you listen closely, you can hear what sounds like turrets SCREAMING!

Later in the game, you find out that there's a grain of truth to this story. There really is a room full of screaming robots. GLaDOS built it for giggles. She contemplates putting Wheatley in there as a punishment. YMMV whether this makes things better or worse.

The official tie-in Potato Science Kit includes information about the fateful Bring Your Daughter To Work Day and about the young Chell. The revelation that her father was an Aperture Employee does not seem horrifying at first ... until you recall how GLaDOS flooded the Enrichment Center with deadly neurotoxin. In essence,GLaDOS killed Chell's parents.

The core transfer scene. Hearing GLaDOS scream in pain as her face gets ripped off is horrifying, and then Wheatley showing his true colors...

Plus, the imagery of the pit the transfer device as a portal into hell with fifty little claws and devices reaching up at her didn't help.

Even better, the sound file for GLaDOS' scream is called "sp_a2_core_drag_to_hell01.wav".

It's overlooked easily, but Wheatley screams too. And it's completely human. GLaDOS, at least, can resist. But Wheatley? You have no idea what happened to him when he was under the floor. And given the ways his head can move later on, (side panels moving around and such) it must have been pretty drastic.

If you're quick enough, you can noclip through the panels and down a bit then look up. You can see what looks like a dozen ... things? screwdrivers? grabbing at her head. Whatever they were, they looked awful.

Not so much his true colors as it is he was changed by the central AI body.

In a way, that makes it worse! It means neither GLaDOS or Wheatley is necessarily evil, rather Aperture itself is evil and its evil infects the AI's.

Speaking of Face–Heel Turn Wheatley, dialogue stated during the Core Transfer scene of the game suggests that Wheatley himself was the morality core installed upon her in the first game. This whole bit of dialogue below makes the fact that Wheatley became a murderous psycho A.I almost worse than GLaDOS even more terrifying because he used to be attached to her to keep her in line.

Wheatley: Ahhh... See that? That is a potato battery. It's a toy for children. And now she lives in it.

GLaDOS: The engineers tried everything to make me - behave. To slow me down. Once, they even attached an Intelligence Dampening Sphere on me. It clung to my brain like a tumor, generating an endless stream of terrible ideas.

GLaDOS: Yes. You're the tumor. You're not just a regular moron. You were designed to be a moron.

Wheatley: I am not! A! MORON!

(Wheatley starts hitting the glass of the elevator Chell is in with the arm holding GLaDOS)

GLaDOS: Yes you are! You're the moron they built to make me an idiot!.

Wheatley himself. His bumbling stupidity is a lot less endearing when you realize that, even pre-Face–Heel Turn, he never actually planned to help Chell escape: the whole time he was using her to get to GLaDOS. He implies that he meant to kill her all along, which can lead to a bit of Fridge Horror — just how corrupt was he before he got plugged into the mainframe?

Cave Johnson's decision to basically upload Caroline's mind, his former right hand/lover into Aperture's systems, regardless of whether she wants to or not, after his death.

She didn't. Dummied Out sound files show her pleading with Cave not to be put into GLaDOS.

Ellen McLain's acting in the few lines that remain would be enough to put anyone off of continuing the scene; she gives a VERY convincing impression of being in the same mental state as a rape victim.

The cube-turret hybrid Wheatley pumps out in The Itch. Just look at them. They want to die.

Two turrets mashed together inside a cube? Not so bad. Realizing their original purpose was to stand in one place and shoot, and now they can't shoot and are forced to walk for the first time? Frightening. All of that coupled with that miserable chirping sound they make, as if they're begging for the incinerator? Horrifying.

When you pick one of these things up, they withdraw into their cubes a bit and tremble. Their eyes blink on and off, too. Deliberate choice on the dev team's part, that was. And while normally talkative, they cannot even scream out in pain now. Thanks for little details, Valve. Thanks for ALWAYS turning any turret-cube to face you eye-to-eye, Chell.

You know when you first see them, when PotatOS attempts to paradox Wheatley? All the Frankenturrets are still twitching, their eyes flickering on and off...

The most horrifying part of that whole scene is that, while Wheatley is too dumb to fall for GLaDOS's paradox, you can see the Frankenturrets spark a little. That's right; those things are smarter than Wheatley.

When GLaDOS says she is deleting Caroline.

However, remember it was pretty much stated that they forced Caroline into GLaDOS's body, which is pretty horrifying. Deleting her was pretty much freeing her from a Fate Worse Than Death.

Some say that GLaDOS was just lying about deleting Caroline, but found this part to be creepy. Notice how GLaDOS talks in an almost human fashion, without her usual AcCENT Upon the Wrong SylLABle antique. After deleting Caroline, she goes back to her old accented words and sarcasm.

The flatline sound effect that plays when Caroline is deleted. It implies Caroline was alive (and possibly aware) all along. Not anymore.

Even more than Still Alive, the song Want You Gone in Portal 2 is filled to the brim with horror. The big prize winner has to go to "She was a lot like you (maybe not quite as heavy). Now little Caroline is in here too. One day they woke me up so I could live forever. It's such a shame the same will never happen to you..."

"And now I'm onto all your little tricks. So there's nothing to stop us from testing for the rest of your life. After that, who knows? I might take up a hobby. Reanimating the dead, for instance."

ALL of the Rattmann Dens in the second game are really creepy. The broken lighting, the discomforting music, the pictures, all of it. But the scariest has to be in the Den where you complete the Final Transmission achievement...

The extremely giddy tone GLaDOS gets as you near the second "surprise". Evil AIs shouldn't be allowed to sound that giddy about murdering someone.

"I've got another surprise waiting for you after this test. And not a tragic surprise like last time. A reeeeal surprise. With tragic consequences. And real confetti this time, the good stuff."

As much as a moron as Wheatley is, him screaming, "What?! ARE YOU STILL ALIVE?" is scary as all get-out. The idiotic, silly Wheatley now furious he couldn't kill you is pretty freaky.

Now we're all gonna pay the price. Because now we're ALL GOING TO BLOODY DIE.

That, and the part where he's trying to kill you with the crusher. His "STAY STILL, PLEASE"; his voice is so full of rage and you can just hear him snarling it through gritted teeth.

Almost all of Chapter 6, but especially the first part (before you make your way into the sealed chambers, and thus have Cave Johnson's deranged ramblings to keep you company). You're miles below the surface, absolutely no idea where to go, and most of all: GLaDOS gets carried off, and for once you go without her constant attempts to "assist" and "encourage" you. You. Are.ALONE. in the crazy place, more so than you ever have been.

Consider: you're trapped beneath a massive, decaying structure that could collapse on you at any time. And as if that weren't bad enough, there's a nuclear power plant slowly going into meltdown somewhere over your head....

Although... at one point, in his recordings Cave Johnson casually mentions that one of the test groups volunteered to be injected with praying mantis DNA, only to end up having to fight "mantis men" when the first batch of tests went horribly wrong. Given Cave's...devotion to For Science!, who the fuck knows what he eventually ended up creating in some of the crazy experiments he was involved in — and whether it's still alive or not...

During an interview, Erik Wolpaw hinted that some of the Mantis Men may still be alive and well—and living in the bowels of Aperture. Have fun thinking about that.

The menu music in chapter 6. So you spend several hours in Aperture's MASSIVE, MASSIVE creepy parts, then you decide to take a break and quit the game, BAM, you get hit in the face with eerie, creepy magnificence. There's a reason why that piece of music is called "PotatOS Lament" on the soundtrack.

The beginning of the turret factory? Sure, Wheatley's "ghost story" is rather silly, but then listen. The distant, echoing cries of "Hellooooooooo....", the telltale sound of a turret locking on, the creaking and groaning of millions of tons of damaged Enrichment Center settling overhead... it's disquieting to say the least.

The four turrets you meet right after GLaDOS sends you off can give you a jump if you aren't expecting them.

And after they begin playing music, the elevator rises, and you can see multiple floors flash by containing dark, shadowy rooms with various odd types of turrets, which isn't so bad at first. But then there are two floors which also contain strangely misshapen masses - one of which looks almost fleshy.

The rooms that you can see in order: The first four singing turrets, another pair, three horizontal-body turrets, two defective turrets, three turrets looking at a Companion Cube, a potato-infested room with three turrets hanging from the ceiling and finally the Prima Donna Turret's chamber.

When GLaDOS is awakened, she crushes Wheatley with a claw from the ceiling. Then she picks Chell up with another one and drops her into the incinerator. Especially when you find out that it was turned on. If you had landed just a few feet in the wrong direction....

The Turret Disposal Area just before the neurotoxin tank, where all the rejected turrets get sent to be ground up by giant crusher wheels... except, because of what you and Wheatley did, the rejected turrets are now actually the good turrets. The obvious terror in their otherwise-cute voices is horrifying enough. Then Wheatley tells you in the most offhanded manner possible that they can feel pain.

The core transfer scene that ends Act 1 is rather unnerving. The back-and-forth between Wheatley and GLaDOS is rather humorous... until you press the Stalemate Resolution Button. Wheatley then starts speculating on whether the core transfer would be painful, with GLaDOS assuring him that it will. The scream of pain he makes after he disappears under the floor is more than a little scary, simply by sheer dint of not knowing what's happening to him under there. But the worst is when dozens of tiny mechanical arms come up off the floor and begin grabbing GLaDOS as she tries to get away (she can't; what looks like an electrical shock goes through her after you press the button, which effectively paralyzes her). Her denial becomes increasingly desperate pleading that cuts off in a long, drawn-out cry of pain. The worst bit, again, is that we have no idea what is happening to her. They managed to evoke some intense BodyHorror with AIs. Good job, Valve.

Wheatley's takeover and subsequent betrayal. Imagine having a friend end up getting taken over by power like that. The music, awesome as it is, really sets the tone for the scene and sets the nightmare factor a bit higher. Even worse is when he flips out about being called a moron, the first time you actually see him angry, and tosses PotatOS in the escape lift with you. And then Wheatley punches your escape lift to the condemned laboratories miles underneath Aperture. You'll be wishing that you hadn't plugged him in. Pleasant dreams...

Watching him slowly get driven mad with power is bad enough, but when he suddenly comes to the conclusion that you've been working against him and sabotaging him, and suddenly all the walls in the room shift to reveal hundreds of glowing red eyes, all glaring at you in insane rage...

The music, again. Especially when Wheatley says "And don't think I'm not on to you too, lady!"- you hear a hint of the victorious notes from a minute earlier, but the fourth note hits a D-flat instead of an E, tinting the music another shade of scary- you're a long way from winning now...

The fake test that GlaDOS builds when you try to escape. If you go in, the Companion Cube that is pressing the button gets fizzled, and the (presumably fake) door to outside is locked, and she fills the chamber with neurotoxin.

The final test chamber. The deer is a lie.

Wheatley's fate at the end of the game, being stranded in space forever and ever is very unsettling. Worse, he seems to show genuine remorse for he's put the player through. Since he can't die, he has nothing to think about but his transgressions until the end of time.

One of the songs on the new Portal 2 soundtrack, "Ghost of Rattman", is very scary. If the music itself doesn't make you shit your pants, the indiscernible gibberish (which gets louder as the song progresses) will. It sounds like a combination of a turret and a mentally retarded Donald Duck. Or maybe just the latter. You can just barely make out a little bit of what he says - for example, at around 2:19-2:21 here, it sounds like he's saying "everybody is dead, it's the end"... no matter if he's saying that or something else, though, it definitely sounds like he's sobbing uncontrollably - imagine what must it have been like for him to realize that everybody else in the facility has been killed at once, and that he's the only one left, alive and trapped in there...

Perhaps this modded version might ease the minds of those scared by the bound-and-gagged thought. Though one fan of the character the mod was based on was scared off his wits after seeing it (then again, a huge, all-white slightly bent backwards upside down swaying girl with a cute smile trying to kill you...).

If you play with commentary on, there's at least one commentary node in at least one Rattman Den. If you activate it, it's just beeping. Loud, shrill beeping.

It's a coded message that explains the rules of an ARG that involves potatoes. Portal is just that weird.

One of the first things GLaDOS tells you upon being woken up is that she has a feature she never knew about until you killed her: A black box. For however long you've been away- a conservative estimate is 200 years- she has been forced to relive the last two minutes of her runtime, over and over again. That is, you killing her. Over and over again. You were the last thing she saw as she was violently ripped apart, and you were the first thing she saw after the endlessly repeating fifteen minute experience of it ended. How much does GLaDOS hate you? A phrase involving the words "nano-angstrom" and "hate" come to mind.

During the testing sequence with GLaDOS, before Wheatley manages to make contact, you can catch at least two glimpses of Wheatley watching you before wallpanels hurried to obscure the sight. Upon running towards the wall, no sound would come from behind it. This can spawn elaborate theories about Wheatley being an evil AI working with GLaDOS. As opposed to an evil AI working againstGLaDOS. Or a moronic AI who would go mad with power given the opportunity.

Doubling that, GLaDOS's line in the first game about that day being the perfect chance to have your daughter tested isn't so innocent now...

One of Rattman's murals◊ shows a woman, screaming with the most horrifically drawn face, as several scientists die around her. The woman is implied to be Caroline. To make it worse, you can also see in the lower right corner of the mural what seems to be Rattmann begging for mercy or hiding behind a companion cube... *shudder* *shudder*

In Portal 2, GLaDOS tells us exactly what it's like to be plugged into the mainframe body with other cores; it's like hearing voices incessantly babbling in your head. Not a particularly pleasant thought, but it's not really disturbing enough to make you recoil in utter horror. After all, we met the cores themselves in Portal; they were pretty hilarious and adorable to boot, right? Well, here's a sample of what those voices sound like together. It's already been mentioned above how GLaDOS' form in the first game resembled an upside-down woman bound and gagged. That video is less than a minute long; imagine being forever trapped in that room, suspended from the ceiling with all that noise running through your head. Constantly. There is science to be done...

As of the ending of Portal 2, Chell has been set free into the outside world, with the doors to the Aperture Science testing facilities being closed behind her. Assuming that GLaDOS's references to Black Mesa actually mean that both Portal and Half-Life share the same world, this means that Chell has now been released, unarmed, into a world full of alien horrors with no way to go back into her once safe haven.

Portal and Half-Life are in the same universe, but an undetermined amount of time has passed. Nine years? Ninety? Nine hundred? Nine thousand? Not too likely. However, that being said, there is also zero evidence that the Combine invasion or presence ever ended, no matter how much time has passed.

From Aperture Science: A History:

"The untested AI is activated for the first time as one of the planned activities on Aperture’s first annual bring-your-daughter-to-work day. In many ways, the initial test goes well: Within one picosecond of being switched on, GLaDOS becomes self-aware. The "going well" phase lasts for two more picoseconds, at which point GLaDOS takes control of the facility, locks everyone inside, and begins a permanent cycle of testing. Her goal: beat the hated Black Mesa in the race to develop a functioning portal technology. Days later, that race is lost when Black Mesa successfully deploys an interdimensional gate through which an alien race emerges and effectively ends the outside world."

If the fact that Caroline was forced into being GLaDOS is to be believed, then it would seem that she did all of this out of spite and revenge against the people who imprisoned her. Certainly is jarring to think you heard this girl say stuff like "Goodbye, Caroline" a mere few levels ago.

"Now, maybe you don't have any tumors. Well, don't worry. If you sat on a folding chair in the lobby and weren't wearing lead underpants we took care of that for you."

Wheatley screaming "GRAB ME! GRAB ME!" before he is sucked up into space and Chell is rescued by GLaDOS.

It comes back to haunt you when you remember that none of it's his fault. Apparently Aperture Mainframes causes all AIs to become psychopathically dependent on testing.

During the Courtesy Call sequence, you are banged into several other containers, identical to the one you're in. Wheatley ends up knocking a good few of them into the chasm below. You then see that all of the containers are identical to yours. With beds. Wheatley himself makes no attempt at hiding the fact that the entire warehouse is now filled with corpses. The horror part, however, comes in after you read the Lab Rat comic, learning that when Chell killed GLaDOS in the first game, she inadvertently shut off all power to the facility, leaving only the essential systems on backup power. The only way she survived was because Rattmann was able to plug her room into the backup system. This means that she unintentionally murdered over ten thousand people.

Actually, it was Wheatley's job to oversee the life support functions. If they shut off, it was his job to turn them back on. Wheatley was a murderer long before he ever tried to kill Chell.

Also take notice to the beds you can see. Notice the lack of corpses and blood. But you can see that someone has slept there. Do you remember what GLaDOS said in Portal 1 "I've got no idea of what's going on outside" she also said that she was the only thing protecting them from that. And now she's down and can't protect you...

The fan-video "This is Aperture" is a Portal version of "This is Halloween", and while it's a clever song and video, it emphasizes some of the creepier parts of the game and the fact that everything in Aperture Science is trying to kill you. Even the announcer manages to sound a bit sinister. Even Cave Johnson, of all people, sounds a tad bit unsettling. You're not safe in Aperture!

The rest of the videos make it worse, painting Aperture as a Dystopia ruled by GLaDOS, who tortures the AI's as much as she tortures the test subjects. GLaDOS Is To Blame helps cement that idea. The truly scary part is, virtually nothing in-game suggests this is at all inaccurate.

The Pit Song manages to top them both, and is also a major Tear Jerker. It was originally meant for an episode of the seemingly discontinued Machinima The Underground, which would have featured "The Pit" where defective robots are "tortured, destroyed, reappropriated, or just left to rot". The music video consists of a montage of the robots' horrific (from their perspective) fates, and they are portrayed as sentient and completely aware that they have failed.

Carol of the Turrets turns a beautiful Christmas carol into an eerie, super-creepy song about killing test subjects. What makes it really disturbing is that this seems to be the actual attitude of Aperture Science in the games, or at least the AI. "Neurotoxin is pumping in from everywhere filling the air..."

Cave Johnson gave his test subjects coffee laced with a chemical that actually solidifies the brain. Visualizing it while under stress triggers it.

The scene where Wheatley receives some, erm, "discouragement" from helping you solve his tests. It sounds like he's being electrocuted - he at least feels enough pain to cause an AI incapable of breathing to emit the sound of pained panting. Sure, the part where GLaDOS tricks him into getting shocked again is actually pretty funny - unless you happen to be watching him on one of his screens when this is happening to him. It looks like his body is being forcibly pulled apart. Jesus Christ, you'll never laugh at that scene again!

Wheatley's reaction to the testing euphoria can be rather disconcerting and disturbing to someone with a certain background.

This line was Dummied Out when testers thought that it would be too much:

GLaDOS: Why do I hate you so much? Did you ever stop to wonder that? I'm brilliant. I'm not bragging. It's an objective fact. I'm the most massive collection of wisdom the world has known. And I HATE you. It can't be for no reason.

The condemned Aperture Labs can scare anyone with a fear of heights just by existing. The place is full of catwalks that just end or with missing railings over bottomless pits. And they certainly don't look very sturdy. The possibility that at any moment the metal grid you're walking on could break away underneath you will put you on pins and needles.

The alternate Aperture realities. One of them, Cave died in the mantis-man breakout. Another, everyone is a giant mantis and the experiment was to create Man-mantises. Yet in another, Cave and Greg are watching you. Always.

Speaking of alternate realities... the fan map Don't Make Lemonade seems like any normal map but set in the style of the old Aperture Labs facilities. Then when you're forced to push a button and turn around to see Chell giving you a lifeless stare.You should have read the signs...

Wheatley's line during the climax, when you're getting ready to fight him and he tells you, "Let the games begin!" It's made all the worse because we've heard the line before. When you reach the neurotoxin generator with him, Wheatley cheerfully says "let the games begin!" before attempting to "hack" the computer by pretending to be a neurotoxin inspector. The effect is light-hearted, silly and endearing, as Wheatley can often be. However, the second time we hear the line, he's doing absolutely everything he can to murder you. It's no longer a throwaway joke, it's a challenge, and it's issued in a deeper and more ominous tone of voice than you'd believe silly little Wheatley was capable of. There's such a huge, huge difference in the two ways the line is said that it barely sounds like the same character — and then it hits you in a single spine-chillingly ironic moment. The "silly little Wheatley" who once came to your rescue really has disappeared once and for all beyond the point of no return, transformed into something ten times as dangerous as GLaDOS ever was by his own stupidity and insecurities. No matter what your opinion of him is now, your friend is gone for good. All you can do is try and destroy the only AI who was ever on your side, however briefly, before he destroys you. Let the games begin.

The things Wheatley says during the final boss battle are a mixture of Tear Jerker and Nightmare Fuel, but if you let him talk long enough before breaking the Conversion Gel tube, he says this:

"Am I being too vague here? I despise you! I loathe you! You bossy, smugly quiet MONSTER of a woman! This place would have been a TRIUMPH if it weren't for you!"

Not only does it show that Wheatley has completely gone off the deep end, the use of the word 'monster' and the phrase 'this would have been a triumph' show that due to the mainframe, Wheatley is slowly taking on GLaDOS's personality!

For the final battle, Wheatley was originally going to look like this◊.

"Are you still there?" and "I don't hate you..." are creepy enough when said in the turrets' robotic-yet-childlike voices...but the line "There you are." is spoken in such a way that it doesn't sound quite like the turrets. It sounds more like GLaDOS.

Remember the boss battle where Wheatley tells you that six other test subjects died trying to get the portal gun? Commentary reveals that he's telling the truth.

What GLaDOS threatens to do to Wheatley before killing him. Especially the idea of being stuck in a room where robots scream at you.

The sheer number of dangerous experiments and equipment that existed in early Aperture. Dozens that could give you tumors (including folding chairs in the lobby), an invisible laser that turns your blood into gasoline without your knowledge, some sort of experiment that causes you to excrete coal, another transforming experiment that changes your blood into peanut water and can trigger allergic reactions, a cranial microchip implant that can hit 500 degrees under certain circumstances, fluorescent calcium to track neurological activity which vitrifies the frontal lobe when under stress, a teleporter that fails to properly teleport certain skin types, and a test that could result in the whole of time being wiped out. Yikes.

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